"I have no idea. Kinda creepy, somebody lurking out
there in the dark."

Lana laughed, "Chloe, you've seen too many teen
slasher movies!"

"Yeah, maybe. But we still live in 'X-Files' Central.
You know the weird thing?" Chloe glanced at Lana
and, seeing her unspoken response, continued, "Even
after all the weirdness around here, no one notices.
I'll never make fun of the idiots in Sunnydale
again..."

"Sunnydale?"

"Yeah, you know, the town in 'Buffy' where vampires
and werewolves and demons run rampant but no one seems
to notice. Well, the same here. No one...well,
almost no one around here notices anything odd about
invisible people, shape-shifting students, or
flame-throwing coaches, or..."

"Alright, I get it!" Lana held up her hands in mock
surrender. Then, more seriously, she asked, "Do you
really think there's something out there that affected
that Beels guy or Mr. Kent?"

"I dunno," Chloe shrugged. "All we found was a singed
hula dancer but we weren't out there for long."

Lana nodded. She had found the dashboard ornament.
It might've come from the burned out SUV, the one that
almost ran Jonathon Kent off the road before the
driver, Beels, and later Mr. Kent, fell into comas.
It could just as easily have been tossed into the
weeds by a car or truck months ago.

Looking at Chloe, Lana's thoughts quickly drifted from
the burned plastic woman to the real, flesh and blood
one sitting next to her. If Clark didn't want her...

Lana shook her head, dismissing the thought for the
moment.

"There's my house," Lana said. At the end of the
drive was the farmhouse she shared with her aunt, who
happened to be out of town yet again. If she was a
less reputable girl, Lana could easily have taken
advantage of her aunt's frequent trips. Well, why
not?

"Would you like to come in? Get warmed up? I could
make tea or coffee. We could even spice it up
some..."

Chloe started to shake her head then changed her mind.
"Sure. Coffee would be nice."

"Great," Lana said as she hopped out and dashed up to
the wide porch and across to the front door. "C'mon
in! I'll get a fire going in the living room too."

"You don't have to do that, Lana," Chloe protested.

"It's no trouble. I was going to start one anyway."

Soon, a small fire was burning well in the hearth and
Chloe sat on the small settee, entranced by the
dancing flames. The single floor lamp near the hall
barely added to the room's illumination.

"Ready?" Lana came in from the kitchen with two
steaming mugs. She sat on the sofa next to Chloe,
curling her legs under her.

Taking one, Chloe said, "I'd think you'd be sick of
coffee after working at the Talon all the time."

"No. I like coffee. Just don't ask for a mocha or a
latte." Lana giggled, then her voice took on a
huskier tone, "But if you want some whipped cream..."

Chloe looked at Lana, seeing the intensity in her
now-darkened eyes. Did Lana want...?

Suddenly nervous, Chloe leaned forward and set the mug
on the coffee table. "I...uh...I need to go work
on..."

"On what?" Lana said teasingly.

"Uh, on the survey Kwan wants..."

Lana chuckled throatily, "You can't do anything about
that tonight. Why did you ask me to go with you
tonight?"

Chloe, startled by the abrupt change of subject, said,
"Because I wanted to spend some time with you." Her
eyes suddenly widened as she realized what she had
just said. "I, umm, I mean we..."

Lana laid her hand on Chloe's leg, squeezing her
thigh. "I know what you meant. Chloe, I've seen you
look away when I turn towards you. Like you were
guilty of something."

"I don't...don't know what you mean," Chloe replied,
her eyes now locked on the slender hand caressing her
jeans.

"Sure you do. You know, I lied." Lana brushed the
ever-present blonde hair back from Chloe's forehead.

"Wha- Huh? Lied? When?"

"This morning. When you asked me about my secret
desire. I do want to climb the windmill in Chandler's
Field. But more than that, I want...you."

Chloe's eyes leapt up to see Lana's face close to her,
the brunette's breath warm on her cheek. "Lana, I..."

Before anymore could be said, Lana had Chloe back
against the arm of the sofa, her lips pressed hard
against the blonde's.

Chloe opened her mouth to protest. Lana plunged her
tongue in, effectively stifling the young blonde.

Chloe tried to ignore the feeling of Lana's mouth on
hers. This wasn't right. She liked Clark. But, deep
inside...

Lana smiled to herself as Chloe's tongue brushed
against hers before sliding between Lana's lips. The
brunette sucked on the supple invader. She ran her
fingers through Chloe's straight hair, lightly
scratching the girl's ear.

Chloe moaned. This was something she never dared to
believe could ever happen. She was kissing the most
beautiful girl in Smallville. Hell, in Lowell County,
if not the entire state of Kansas. Lana was right,
she had been sneaking admiring glances at the beauty
ever since she had come back to town. Her most
treasured memories, and the source for her hottest
fantasies, were the rare glimpses of Lana in the
locker room and the showers.

The kiss went on, neither girl wanting to stop. Both
finally pulled apart at the same time. They sat there
panting, both from the need for air and the almost
overwhelming lust they were both feeling.

"Wh-what about your aunt?" Chloe asked quietly.

"She's in Kansas City until sometime tomorrow
afternoon. We have the house to ourselves. Let's
take advantage of it. Okay?"

"Okay," Chloe replied in a quiet, excited voice.

Lana's eyes never left Chloe's as she stood and held
out her hand. "Come. The settee is too small. Lay
with me by the fire..."

Chloe readily accepted the girl's invitation. As she
stood, Lana pulled her close and kissed her again.
Standing before the hearth, neither girl had any
inkling that this image would've fired the
imaginations of most of Smallville's male population,
and quite a few of the female populace as well.

"Let's get naked."

In moments, both girls where lying nude on the thick
comforter Lana had thrown on the floor, a tangle of
heated, bare flesh. Wet, wild, passionate kisses
combined with hands that groped full, soft curves.
The room was filled with the groans and moans of two
young women lost in sexual abandon.

"Oh God, Lana... I never dreamed..."

"I have," Lana whispered, kissing the girl again. Her
lips trailed down the soft skin of Chloe's neck,
pausing to suckle at the pulse point Lana's tongue had
detected.

Lana stopped just short of giving Chloe a hickey and
moved further down the blonde's body. Holding both
breasts firmly but gently, Lana first blew cool air
over the taut buds. Chloe moaned, eyes screwed shut.
Lana smiled and took one nipple into her mouth,
sucking and licking the skin and nipping lightly on
the nubbin.

'I wonder if that's why their called nipples?' Lana
asked herself. Then she chuckled at the thought, the
laugh sending more erotic vibrations into Chloe.

Switching to the other breast, Lana lavished as much
attention on that as she had on it's twin. She knew,
from Chloe's rapid breathing and the wetness pressing
against her thigh, that the girl under her was
incredibly aroused. So was she, if the puddle she was
leaving on Chloe's leg was any indication.

Lana wanted that arousal. She had to taste this girl.

She kissed her way across the flat smoothness of
Chloe's abdomen, weaving random designs on the soft
skin with her tongue and dipping into the shallow
depression of the girl's belly button. Lana smiled at
the soft groan Chloe emitted.

Shifting herself, Lana lay prone between Chloe's
spread legs. She ran her hands up and down each thigh
while kissing the sensitive inner flesh of those legs.
All the while, she could see Chloe's very wet, very
aroused pussy beneath a crown of soft, dark golden
fur. It almost seemed to pulsate to Lana's eyes.

Lana couldn't wait any longer. She thrust her mouth
into Chloe's molten center. As she began to lap up
the honey that had collected there, she was rewarded
by the young blonde's loud moans. 'This girl is
certainly vocal during sex,' Lana thought before
directing all her attention on Chloe's sex. She began
to saw her tongue in and out of Chloe, tongue-fucking
the squirming girl while occasionally brushing the
hard nub above with the tip of her nose.

Chloe had never, ever experienced anything like this.
Lana's mouth on her skin, even before she got down
'there', was more exciting than any boy's she had ever
made out with. The cheerleader's tongue seemed to
know every spot to touch and caress to rack Chloe's
small frame with pleasure.

The cause of Chloe's loud outburst was Lana's new
exploration. She pushed Chloe's hips up and spread
her cheeks, seeing the tight little rosebud hidden
between the luscious curves. As if it had a mind of
it's own, Lana's tongue invaded that untapped pleasure
center.

She duplicated her earlier efforts on Chloe's vagina
and felt the tight opening start to loosen. While
delving into that nether hole, Lana slid two fingers
into the blonde's wet heat.

After thoroughly pumping her tongue and her fingers in
and out of the girl, Lana pulled her fingers out.
Chloe moaned in distress at the loss. Lana returned
her lips and tongue to Chloe's pussy. Her now-wet
fingers slid around the girl's loosened ass.

"Oh! Lana, I have to... Please!"

Overjoyed by Chloe's responses to her ministrations,
Lana sucked the girl's clit while shoving both slick
fingers into her tight ass. The combination of pain
mutating into and combining with her pleasure drove
Chloe over the brink and she came, screaming
wordlessly.

When Chloe managed to open her eyes a few moments
later, she looked down and saw Lana's chin resting in
her pubic hair. The brunette smiled and said, "I
think it's a good thing I don't have any close
neighbors..."

Chloe dropped her head back on the quilt with a deep
sigh, "Lana, I never... That was incredible!"

"Thank you, love."

"I want to please you too," Chloe said.

"I'd hoped you'd say that," Lana responded. "Stay the
way you are."

With Chloe prone on the floor, Lana crawled up and
kissed her, letting Chloe taste herself. After a long
pause, Lana pulled away and crawled further until her
knees were on either side of Chloe's head.

Chloe looked up at the brunette's vagina, spread open
and very wet. She had thought about this but never
believed it would ever happen. She had never desired
anything more in her life.

"Ready?" Chloe nodded eagerly, her eyes lit as if she
had a hot scoop. "Here I come..."

Lana snickered at her unintentional double-entendre as
she lowered her wet core to the other girl's mouth.
She sighed when she felt Chloe's tongue already at
work before Lana had even settled on her face.

Breathing deeply, Chloe absorbed as much of Lana's
muskiness as she could before delving deeply into
Lana's heat. The feel of the girl's pussy, the
taste...it was heaven.

Caressing, exploring, thrusting with her tongue, she
didn't leave a millimeter of Lana's sex untouched.
When she got to the girl's rock-hard clitoris, she
nipped at it.

That was all it took for Lana. Throwing her head
back, she yelled, "CHLOOEEEEE!!!!" before collapsing
back onto Chloe's prone form.

"I guess I'm not the only screamer here..." Chloe
muttered between licks at the copious fluids now
oozing from Lana.

As she tugged on her jacket, Chloe gazed longingly at
Lana's nude body, the fire highlighting her sensuous
curves. They had made love for hours and she was
completely wiped.

"I wish... I have to go. Uh, I'll see you..."

"Tomorrow," Lana promised. Chloe came over and they
kissed before she turned once more, reluctantly, for
the door.

Lana was smiling as she watched her first conquest
leave. "Tomorrow. The world will see a brand new
Lana Lang," she promised.

The next day, Lana was becoming more and more
frustrated. She was cold, tired, frustrated, and
really horny. How could the new Lana be stuck walking
the streets of Smallville in her gym clothes?

Whitney was such a wet blanket, always moaning about
his father and the store. She finally told him off
and dumped him. Who needs that?

But then, she finally had Clark where she wanted him.
And where he had wanted to be for so long. Half
naked, kissing the farmboy and being kissed by him.
Then his small-minded morality kicked in!

So, she pushed him in the pool and ducked out of there
before Kwan, their principal, caught her.
Unfortunately, she had left her clothes there.

She ducked into the girls' locker room and grabbed her
gym clothes from her locker. At least she wouldn't
have to go home in just her lacy undies. Not that the
new Lana had a problem with nudity, public or
otherwise. But it was cold outside.

As she was heading down the street, she was scheming
on how to get home easily. If only she knew how to
hot-wire a car!

Just at the edge of downtown, she heard her name
called. Looking up, she saw Martha Kent pull to the
curb. Waving, she sauntered over to the Kent's
pickup, idly noting the dents on the rear fender from
Jonathon Kent's encounter with Beels.

"Lana, what ever are you doing out here dressed like
that? Where's your coat?" Martha quickly got out and
grabbed a blanket from the cab, wrapping it around
Lana.

"Well, you see I had finished showering after gym
class when I realized I couldn't remember my locker
combination. My clothes, my keys, everything was in
there. So, I put these back on and headed home. I
was hoping Aunt Nell would be home already," Lana
lied.

"Well, let me give you a ride," Martha said as she
opened the passenger door then went around the truck
as Lana settled in the cab. Martha had so much on her
mind that she didn't even think to question the inane
story Lana had just spun.

"I thought you'd be at..." Lana stopped when she
looked at the older woman, noting the red swollen
eyes.

"I was heading home to clean up and change clothes
before heading back...back..." Martha stopped
talking, forcing back tears. Her man was in the
hospital in a coma. The only man she could ever...

"I'm so sorry," Lana said, placing a comforting hand
on Martha's shoulder then caressing her cheek gently
with the back of her fingers. While she was genuinely
concerned about her neighbor, she wasn't about to
ignore the sudden welling of desire she felt when she
touched the redhead.

Offering a weak smile, Martha pulled away from the
curb and headed out towards the edge of town. She
glanced at her young passenger and was momentarily
stunned by the thought that she looked so much like
Nell did in college. Nell was so beautiful, so sexy.
Martha had always...

Shaking her head, Martha forced herself to forget the
old fantasy she'd had. Why was she remembering it
now? After nearly twenty years?

"Are you okay, Mrs. Kent?" Lana asked, placing her
hand on Martha's thigh. She smiled inwardly at the
spark she again Felt.

"I think there's still some coffee in the kitchen if
you'd like it," Martha offered. Having something to
do was making her ordeal much easier to deal with.
"Or I could make us some tea..."

Lana, picking up the phone, said, "Tea would be nice."

Martha turned away and Lana smiled. She wouldn't even
have to pretend to punch in the numbers. She spoke
into the phone while the dial tone hummed in her ear.

"Is Nell Lang there yet? No? Please have her call
the Kents. This is her niece and I... Well, just
have her call here. Thanks. Bye."

Lana noisily put the receiver back into the cradle.
"I guess she's not back yet," she called into the
kitchen. "I'll try the house."

Picking up the receiver again, she looked over at the
cordless phone base. What happened to the receiver?

"Aunt Nell?" Lana said, reprising her previous
performance. "I'm locked out. My keys and things are
in the locker at school. When you get this, please
call the Kents. Mrs. Kent was nice enough to let me
stay with her."

After handing Lana a steaming cup of very aromatic
tea, she excused herself and headed upstairs. Lana
sipped the hot liquid, listening for the telltale
sounds of a shower.

Soon enough, she heard the sound of water upstairs and
set the cup down and headed up the stairs. Quietly
she opened the bathroom door. She was pleasantly
surprised to see a large shower stall in a very modern
bathroom.

Through the pebbled glass, she saw the shapely figure
of Martha Kent. Quickly shedding her shoes, shirt and
shorts, she pulled the door open.

Martha was so lost in the relaxing feel of the hot
water on her body that she didn't even hear the glass
door open, or the touch of cool air that entered the
stall. Her reverie was so deep that she barely jumped
when a pair of strong hands began massaging her
shoulders.

"Hmm... That feels nice, Jona... What?!?"

Martha spun around to see Lana naked but for a smile.
"Lana! What the hell...?"

"Relax, Mrs. Kent... I just want to make you feel
better..."

"Lana, this isn't right! You need to..."

"Please, Mrs. Kent. Don't tell me this doesn't feel
good." Lana placed gently grasped Martha's firm
breast, tweaking the nipple between her fingers. "Or
this..." Her other hand brushed through the wet curls
and across the outer edges of the older woman's labia.

"Oooh... Laanaa..." Martha shook her head and
stepped back, determinedly. "Lana, you shouldn't...
We shouldn't do this."

Lana stepped up to Martha, the heat of their bodies
mingling in the steamy shower stall. "Why not? I
want to. And I could tell you liked my fingers..."
Her hand slipped between Martha's legs, pressing more
firmly against the woman's mound. Lana could feel the
wetness that had nothing to do with the shower water.
"You still do..." Lana pressed her body hard against
Martha's, forcing the redhead against the wall. Then
she captured the woman's lips with her own, kissing
her deeply.

Martha let out a loud groan at the feel of Lana's lips
and tongue. She was shocked as she pressed back with
her own tongue, sliding into Lana's willing mouth.

Soon, Lana was suckling on Martha's round, full
breasts. 'Oh God, she's so good,' Martha thought.
Her husband, while wild about her breasts, never
seemed to have the touch to ravish them so well.

Lana loved the feel of the soft, warm skin and the
hard, springy nipples in her mouth but she had another
goal. One she desired more than anything at that
moment. Dispensing with any more foreplay, she
dropped to her knees in front of Martha.

The woman's red-topped pussy was at eye-level now.
Lana could see some strands of grey intermingled with
the russet curls. She thought it was incredibly
sexy...

Lana pressed her face to the hot slickness and
explored the woman's sex thoroughly with her tongue,
swabbing up one lip and down the other. At the apex
of each lick, she tickled the skin-sheath around the
hard clitoris, carefully avoiding the sensitive bud.

Heat pulsated out through Martha's body. Where had
Lana learned to do this? The girl was amazing... Two
fingers slid into her pussy, stilling any further
thought.

Lana felt the woman quiver above her as the buttery
wetness of her tightened around the two fingers
planted deep inside. Concentrating finally on
Martha's clit, Lana strummed the hard little organ
with her tongue while finger-fucking Martha. As she
sped up her tongue's play on the throbbing clit, she
also increased the speed as she pumped her fingers in
and out of Martha.

Holding Lana's head tightly against her crotch, Martha
howled as her orgasm exploded from deep inside of her
body. The screams echoed in the stall; sweet music to
Lana's ears.

Lana relinquished Martha's clit and began to lick the
honey oozing around her fingers. Every time her
tongue touched the woman, Martha shivered again.
Finally the woman could take no more and pulled Lana
up to face her. "Thank you," she said simply.

"But, didn't you like it? I know I did," Lana said,
leaning over to kiss Martha.

Martha pushed her back and sat up. "Lana, this is
wrong. I'm a married woman. You're a high school
student and a friend of my son's. I love both
Jonathan and Clark. I can't do this to them."

"Very well, Martha," Lana said. She got on her knees
and rested her chin on Martha's shoulder, smelling the
shampoo in the woman's still damp hair. "I hope I at
least took your mind off things for a while," she
whispered.

Martha looked at their reflection in the mirror on the
dresser. The earnestness of Lana's expression was so
touching. She turned and cupped Lana's face in her
hands and kissed her tenderly. "Yes dear. You did.
And thank you. But this can never happen again."

"Okay."

Opening the dresser drawer, Martha took out a clean
pair of panties. As she began to dress, she glanced
out the window across the fields. "Your aunt's car is
in your driveway, Lana."

"Oh? Good." Lana padded over to the window,
seemingly oblivious to her still naked state. "I
guess I can head home now."

She turned to the older redhead. "You know, I wonder
how I'd look with red hair? Thanks Martha." She
hugged the woman, bare breasts pressing together for
the last time.

As she went into the bathroom and collected her
clothes, Lana reflected that the judicious use of the
new Lana with the old, caring, compassionate one could
do wonders for her sex life.

With a satisfied smile, she left the Kent home and
headed across the fields to her house.

Opening her eyes, she saw her aunt, Clark, and someone
in a white coat looking at her.

"Where...where am I? What happened?"

"Lana, honey, you were very sick. I was so scared,"
Nell Lang said, holding Lana's hand tightly and
blinking back tears.

Clark looked at her, "Do you remember anything?"

"No. The last thing I remember is sitting in Chloe's
car... We had just left the...the..."

"The crash site?" Clark asked.

"Yeah. What...?"

"There was a flower there. It's called Nicodemus.
It's what put you, Dad, and Pete in a coma. And
killed Beels. It seems like the good doctor Hamilton
was running some experiments."

"No. Why?" She did remember something. Chloe. But
it was almost like a dream. A warm, wonderful dream.

Clark smiled shyly and said, "Well, you might want to
apologize to Whitney. You were pretty dramatic when
you broke up with him I hear."

"What?!? Oh God, what else did I do?"

"Well, not too much but... There is Lex..." Clark
added with a smirk, deciding to keep the poolside
incident, and the highly erotic images of Lana in her
underwear, to himself.

"Lex???"

The next day, Lana was released from Smallville
General Hospital. Whitney had happily accepted her
apology, as had Lex. They both understood that she
wasn't in control when she had her run-ins.

Then, instinctively, she remembered that she had done
something to Martha Kent; lying and something else...
She uncomfortably apologized to Martha Kent, for lying
to her. Before she could go any further, Martha
smiled and told Lana that there was absolutely nothing
to apologize for.

But that triggered a couple of phantom memories.
There was something else. Something that she had
done. She and Mrs. Kent... And something about
Chloe...?

Why was Chloe so much in her thoughts?

Sitting in one of the rooms set aside as an office for
the Smallville High Torch, Chloe stared unseeing at
the copy before her.

That night with Lana. That wonderful night. And it
was all because of that damned plant! But even worse,
from what Clark had said, she won't even remember it!

Wiping an unshed tear from her eye, Chloe said, "Damn
it! This sucks!" She stood and began to pace the
room. She had work to do. That might help. Help her
forget for a while.

Sitting down, she didn't notice the slender figure in
the doorway. But she did catch a whiff of perfume.
Sadly she shook her head, sure it was a memory there
to torture her.

"Chloe?"

Now voices... No, that was a real voice. Lana?

Chloe turned towards Lana in the doorway. She was
stuck. She had no idea what to say. "I...I..."

Smiling, Lana teased, "Some reporter you'll make with
just 'I-I'."

"I...you kinda surprised me. That's all."

Lana's expression turned from teasing to serious. "I,
uh, I spent the past few hours...apologizing to...just
about everybody in Smallville, it seems," Lana said
with a small, nervous chuckle. She was very relieved
that her 'victims' had taken it so well. Martha and
Lex were both extremely understanding, it seemed.

"You look a little flushed. Are you okay?" Chloe
asked.

"Yes, after I saw Mar... Well, Clark helped me
fulfill that secret desire I told you about." Chloe's
face turned red as the girl looked away. Lana
pretended not to notice and continued, "He took me up
to the top of that old windmill and 'showed' me
Metropolis."

"Metropolis?" Chloe said. "But that's over a thousand
miles away on the East Coast!"

"Yes, but he described it so well... I guess the
towers of Kansas City from this far away just looked
like... Anyway, that's not why I'm here." Lana
paused and cleared her throat. This was even more
difficult than she had anticipated.

"The other night at the crash site, I got a faceful of
pollen from that flower. The Nicodemus, I think it's
called. It made me... No, it didn't make me do
anything then. But... Chloe, did I do anything I
should apologize for?" Lana finally asked.

"No. Well, nothing to apologize for," Chloe said
quickly. She had tried not to smile as she remembered
answering Clark like that the other day. The day
after. Quick answers to cover for what they had done.
But Clark, fortunately was too worried about his
father to notice.

"But something did happen?"

"Uh..."

"Chloe! Please. I have to know," Lana pleaded.

"We went back to your house and you made coffee and
spiked it with your aunt's whiskey and we got a little
drunk and we got a little more drunk..." Chloe
stopped, she was never very good at lying.

Lana moved a tattered old book called 'The Nicodemus
Diary' over and sat on the desk close to Chloe.
"Chloe, thank you. I actually remember it now. All
of it. But I guess, all things considered, I needed
to know what you would say..." She dropped her head,
suddenly ashamed that she had tested her friend and...
And what? "I'm sorry I just did that to you..."

"Y-you remember?"

Lana nodded, her hair shining in the light as it hung
down, covering the pained expression on her face. In
a quiet voice, she said, "I remember everything. It
was..."

Completely misinterpreting Lana's intent, Chloe said,
"We don't have to say anything more. It was one time
and we can just forget about it."

"No. I can't. And I don't think you can either. Can
you?" Lana looked up then. Chloe shook her head.
"Good. I don't want either of us to forget. It was a
wonderful, magical night. I never felt like that
before. And I think you feel the same...?"

Chloe nodded and said in a quiet voice, "Yes. It was
the best thing I ever... You were wonderful and
beautiful and..."

Lana leaned close to her friend. And lover. "Yes,
and, I hope, that was only our first time."

The long kiss that followed ensured that Chloe did
indeed hear the beautiful brunette correctly.